Transformation
by AGirloftheSouth
Summary: A series of firsts (and one second) over the course of May's relationship with Coulson. A study in the evolution of a their relationship.


Author's Note: This is my first foray onto the Agents of S.H.I.E.L.D playground so all the toys are new to me. Thank you Scopes for reading this even though you've never watched a second of this show and for being the world's best cheerleader. Obviously, I don't own anything and am doing this just for fun. I will return them just as I found them.

Transformation

The meeting of two personalities is like the contact of two chemical substances: if there is any reaction, both are transformed. ~~ Carl Jung

* * *

><p>The first time she'd ever met him, she didn't actually meet him. It was a crisp fall day, and the Martial Arts club was gathering outside. Melinda was only a freshman, but had quickly become the star of the club. She'd been embarrassed at first, never liking attention, but she fit in at the Academy in way that she'd never fit in anywhere else before. And the other members of the club looked up to her, wanted to learn from her.<p>

She loved it.

She was sparring with a young German named Hans when she glanced over to see the club instructor talking to another student. He had dark hair that was too long, he was lanky and had a nerdy banker feel to him. She didn't give him another thought as she caught Hans' leg with hers and flipped him over. He hit the mat with an 'omph' and she smiled down at him before offering a hand to help him up.

"Melinda," she heard and looked up to see the instructor bringing the nerdy banker over. "Do you mind going a round with my buddy here? He's got a physical next week and needs a warm up. He asked me to help but I told him you were the best."

She nodded, and held out her hand. He shook it and smiled, not bothering to introduce himself. He lifted his sunglasses off his face and tossed them aside. His blue eyes sparkled as he kicked his shoes off.

"I'm out of practice," he said simply and held his hands up. With such a lanky frame she was sure she'd level him quickly, but as she moved forward with her fist, he flipped her easily and within minutes had her on her back, shoulders pinned.

He stood up and wiped the knees of his jeans off before reaching a hand out to her. She took it, the shock of being taken down mixing with the embarrassment of being beaten.

"Thanks for the refresher," he said, grabbing his sunglasses and nodding at her. "I think I've got it." She nodded back and watched him walk away. The club was in stunned silence around her and she tried desperately to shake it off. She obviously had a weakness and she'd do better next time.

And she didn't like him.

* * *

><p>The first time she actually met him was weeks after he unwittingly humiliated her. May was sitting outside the student lounge, fall having made a definite turn towards winter, but she loved it. She was digging in her bag for her computer programming manual when she suddenly spotted a Styrofoam cup in front of her face. She looked up, recognizing the nerdy banker but deciding immediately that she would pretend that she didn't.<p>

She frowned, feeling her forehead crinkle contemplatively.

"Phil Coulson," he said, gesturing with the cup. He had one in his other hand as well. The hot chocolate smelled divine as a drifted to her. "I very rudely interrupted your Martial Arts club a few weeks ago. Needed a refresher?"

"Ah," she said, pretending that she suddenly remembered. "Did you pass your physical?" She took the cup. Without an invitation he sat down beside her, and his easy smile and blue eyes started to chip away at the animosity she felt for him.

"With flying colors," he answered, taking a sip of his cocoa. "I figured I owed you at least a thank you present."

"Thank you," she said, smelling the steaming drink before looking at him again. "How do I know it hasn't been drugged?"

He laughed at that, his head tipping back as he did so. "You don't," he answered truthfully, "but if you have one, you could use the S.H.I.E.L.D standard issue drug testing strips. Let you know if it's been altered."

She laughed at that and thought of the strips in the bottom of her bag. She pushed the thought away and took a sip. It was hot and chocolaty and nearly perfect.

They sat in silence for several minutes before he leaned back and crossed his legs. He didn't look at her as he started talking. "You favor your right side," he said. "Overcompensating."

"I know," she replied after a minute. "I figured it out. I'm working on it."

"Good," he answered, taking another sip. "Otherwise you're damn near perfection out there. You should consider becoming a Specialist."

It was the hardest field to get into. She'd thought about it but seriously doubted that she'd qualify.

"I haven't decided yet," she answered, suddenly not liking the conversation.

He shrugged and stood up. "Fair enough," he said, reaching out a hand again. "Good luck to you." That smile again, it was pleasant and made her uneasy, but not really in a bad way.

She forced a smile onto her face. "I'm Melinda," she said. He glanced over his shoulder at her and smiled.

"I know."

* * *

><p>The first time he had her back was at a bar in Chicago. They'd been on a training mission and were given two nights of leave before returning to the academy. She sat next to him on the flight and he willingly shared his intel to help her out. It gave her a huge advantage and she'd completed the mission before him. She'd felt bad, but he hadn't.<p>

She was in a bar near their hotel with Maria and a few of the other women who lived in her dorm. She'd stepped away to go to the bathroom and was waiting in the line when the group of men approached her.

"Hi, honey," they said; she ignored them.

One of them snorted and the biggest of the group took a step towards her. The other woman waiting in line turned and walked back into the bar. Probably the smart thing to do.

She knew the second the big one decided he was going to grab her, and she was fisting her hands, preparing for it, when Phil appeared.

He glanced at the scene and chuckled.

"I wouldn't do that," he said to the big guy, shaking his head, and moved past the group towards the men's room. It was just enough to distract them. One of the smaller guys grabbed Phil's arm and with a quick twist he had the man pinned against the wall.

"I wouldn't do that either," Coulson said, releasing him. "I'm pretty good. She," he gestured with his head towards May, "is better." The big one took a step towards her and she kicked him in the groin. He dropped and the rest of the group took a step back. Phil looked as them and shrugged.

"Told ya," he said. He smiled at Melinda. Just then the door to the women's restroom opened and a pretty blond walked out. She stared oddly at the group and walked past them slowly. "I'll hang out here just in case," he said and leaned against the wall by the pay phone. The group stood and stumbled out of the small hallway. Phil watched them leave and crossed his arms.

"Idiots," he said and smiled at her. She smiled back and locked the door behind her, sure he'd wait until she was done.

* * *

><p>The first time she ever saw him angry was after their first mission. She was wrapped in a blanket, sitting in back seat of the helicopter. Five hours in the bay had taken their toll and she was desperate to get some sleep. She couldn't though, she knew that, not until she'd been checked out by a doctor. Not until she was warm.<p>

He was sitting in the front seat with the pilot and Melinda hadn't been given a pair of headphones to communicate with. She watched his almost violent hand gestures and the little bits of spittle that flew out of his mouth. His cheeks were flushed, his eyes sharp and crinkling around the edges. She was surprised that he was so animated. Surprised that his jovial smile was nowhere to be seen. She'd expected to be greeted by it. Expected jokes to accompany their trip home.

Not this Phil. Not this anger. She wondered for a moment if he was angry at her. The op certainly hadn't gone as planned, and spending the evening looking for her in the water had to have been annoying.

She jumped as he slammed his fist into his palm, the sound penetrating over the whoop of the blades. Her movement caught his gaze and he met her eyes. He smiled at her, the gesture not fully genuine, but it calmed something inside of her nonetheless. He reached back and squeezed her fingers.

"Twenty minutes," he mouthed and she nodded.

A week later with Phil in a disciplinary hearing, she'd gone to admin and asked for the transcripts. She was entitled having been part of the op. It was hard to reconcile the words on the page with Phil Coulson. He'd been communicating with Henderson, their CO on the mission. The accusations were sharp and hard. The insubordination apparent. For the first time since she'd heard he was called to the hearing she was actually afraid he'd be punished.

And she was secretly pleased too. He'd been angry because of her. Angry because there hadn't been a way for her to get out. Angry that it had been suggested they leave her to figure it out herself. Angry that the team had turned their back on her.

She smiled as she tucked the transcript away and returned it. She'd go down and wait for him outside of the conference rooms.

* * *

><p>The first time she kissed him had been on a mission. They'd been pretending to be a young couple living life large on a weekend trip to Vegas. They'd been on the elevator, him getting ready to open the paneling so she could scale the wall, sneak into their subject's room. They thought the elevator had been overridden to stay still until Phil turned the key, but as it jolted to life, they realized they were in trouble.<p>

In a matter of seconds Phil had stashed all the equipment in bag and zipped it up. As the bell dinged and the door started to open he pinned her against the wall, his mouth covering hers. She kissed back more out of surprise than anything else. There was a quiet chuckle as someone else stepped on the elevator.

A button was pushed, the doors closed, and she moaned into Phil's mouth as his hand settled on her hip. She managed to sneak a peek out of the corner of her eye as the elevator started to move. She recognized the man immediately. She'd been headed to his room to try and steal the software back.

The man laughed again as the doors opened to the lobby and he stepped out. She thought about how many people could be watching them but didn't stop. She trusted Phil to make the call. She trusted Phil to keep them safe.

When the doors closed again he slapped his hand against the panel and a random floor. He pulled back but didn't move away. They breathed deeply, sharing air for a long moment before he swallowed and stepped back.

"We've got to get you into that room, now." He reached for the bag and started pulling the equipment out. She stopped the car using the emergency button and accepted the harness as he handed it to her. She took a deep breath and started to slip into it, hoping like hell he didn't notice how shaky her legs were.

* * *

><p>The first time she hated him was after Bahrain. She hated everyone, but everyone else reacted accordingly and left her alone. Not Phil. He was there every single day, taking personal leave to stay with her instead of returning to headquarters. When she refused to leave the hotel room he brought her meals. He pushed her to the bathroom to take a shower and spent every single day sifting through the ashes even when she couldn't get out of bed.<p>

He flew to D.C. with her. Drove her home. Unpacked for her. Did the laundry for her. Went to the grocery store for her. When she finally broke, tearing into him with everything that she had, he stood silently in front of her. He took it, the hatred that she had for herself, and tucked it away. He nodded and reached for his jacket.

"I'll go," he said with no hurt or animosity in his voice. How could he not hate her? How could he not blame her? "I'll call tomorrow around noon if you want to answer, if not I'll call again the day after that." He moved towards the door. "Please just answer to let me know you're okay or if you need anything."

She stood, fists hanging at her sides, nails digging into her palms. Her body was shaking; she was so angry, but she nodded. She'd agree to anything just to get him out of her apartment and it wasn't as if she had to do what she was agreeing to.

He nodded, a frown suddenly appearing on his face. He looked around her apartment and nodded again before meeting her eyes.

"Thank you," he said, and her confusion must have shown on her face. "You saved our lives out there. You saved my life. In the end you might decide it wasn't worth it, but I appreciate it all the same. Thank you."

He didn't give her time to respond or even to really wrap her head around the words. He opened the door and was gone. She stood there for a long time after, some of the pieces managing to find their way back to the correct place.

The cost had been way too high. Too many had been lost, way too many. But many had been saved too.

It wasn't enough, but it was better.

* * *

><p>The first time she realized she loved him she was on her honeymoon. Chung was standing in the kitchen of the small bungalow they'd rented and was scrambling eggs. It was almost 3 in the afternoon and they'd spent all morning in bed. Her body had a happy buzz from all of the attention he'd been giving her and she smiled, admiring his slim, muscular body.<p>

He was beautiful and he adored her.

May brought her knees to her chest as she watched Chung slip hash browns on to each plate.

He was so sweet and did whatever she wanted. She hoped like hell he could make her happy. She longed to be happy, for any part of her life to be like it had been before.

There was only one thing that hadn't change between then and now. Only one constant.

Phil.

Phil who'd sent her flowers when he learned of her engagement, beautiful yellow roses with a note offering his congratulations and complimenting Chung as a man. She'd both loved and hated it. She was glad he was accepting, glad he liked her choice. Glad he'd still be her friend.

She hated that he didn't point out she was making a mistake. She wanted someone to do that. She wanted someone to tell her to call it off. Instead, Phil had shown up to her wedding in a light grey suit. He'd kissed her on her cheek and raised his glass to her at every toast.

She'd smiled, a lot, but he'd known and remained quiet. He wanted her to be happy.

And she knew as soon as the plate was placed in front of her that she wouldn't be happy here.

* * *

><p>The first time he broke her heart was in a restaurant in Georgetown. He'd just delivered a man named Daniels to the Fridge and had returned to the Triskelion flustered and angry. She'd tried to talk to him, but he wasn't interested. When he finally snapped at her she'd been startled. Seeing the shock on her face he immediately began to apologize. He'd thrown an arm around her shoulder and pulled her close.<p>

"I'm sorry," he said. "It's just, you wouldn't believe how scared this woman was, how evil Daniels is. I just, I don't… how about lunch? Can I take you to lunch to apologize?" The smile was back, although she could tell he was struggling with it. She'd smiled in return and accepted.

His rant started on Daniels, but quickly the topic switched to the cellist. It was hardly the first time he'd had sympathy for a victim, but it didn't take Melinda long to realize this was different.

The description of her playing, how sweet and beautiful she was.

"She was so thankful, May, so relieved. I can't imagine how scared she must have been. He was stalking her, going to kill her. She didn't deserve that fear."

Melinda had watched him for a moment, her heart shattering inside her chest as she reached across the table and wrapped her fingers around his hand.

"You should call her," she said. It wasn't technically against protocol, but definitely frowned upon.

He shook his head, "I've got to go back to Los Angeles," he rolled his eyes. "Stark is being Stark, and I don't exactly have an abundance of free time. She deserves…"

May squeezed his fingers again and tried to push down the ache in her throat and chest. "Call her," she repeated. "She'll appreciate the contact, and I think that you will too."

He locked eyes with her and nodded. He was going to call. She had been positive that after Bahrain that she'd never hurt so badly again. She'd been wrong.

* * *

><p>The second time her broke her heart, he'd died.<p>

She'd been monitoring the action on her computer. Operations desperately trying to repair communications with Fury. CNN and every other news outlet showing aliens pouring from the sky over the Chrysler building and slowly working to destroy New York.

She'd never seen anything like it. Never imagined anything like it.

She was as horrified as everyone else as she watched Tony Stark grab the nuke and carry it into the hole in the sky. She held her breath with the rest of the world as he'd fallen, and she'd clapped when it appeared to be over. The interviews started, people grateful, people terrified.

And as communications slowly started to come back on line reports started to pour in. Injury, casualty, damage. She scoured the reports making sure they got to where they needed to be.

The casualty notice almost didn't even draw her attention. All death notices and benefit questions or issues were handled through HR. She just had to collect everything and have it all delivered.

She was tossing it onto the pile when she inadvertently read the name.

Her stomach sank to the floor.

Coulson, Phil

Death method: The Asgardian, Loki. Spear.

She read it over and over and over as it would suddenly not be true.

But it was. Sort of.

* * *

><p>The first time she ever heard the term T.A.H.I.T.I, she'd been horrified. She'd read the info Fury had given her and looked to Maria for some confirmation that this wasn't true.<p>

Then she'd seen a video of Phil sitting up in a hospital bed, very much alive.

She'd gotten over the horror. She'd put the file away and agreed to do what they were asking of her. She agreed to lie, agreed to manipulate.

But not for them. For him.

* * *

><p>The first time he was ever angry with her caught her completely off guard. He was angry, as angry as he'd been in the helicopter all those years ago and it was directed at her. She'd dropped her weapon, tried to explain. It would be easier for her to cut her own arm off than to shoot him, but the glare in his eyes let her know he wouldn't hesitate to shoot her.<p>

And he did, without blinking. It was terrifying.

But he'd held her close as the shots flew over their head, his hand pressing into the wound on her arm, doing what he could to slow the bleeding.

Fury was gone. Hydra was apparently everywhere and all she could think about was making him understand. She had to make him understand why she'd lied. Why she'd done what she had to do.

Someone had to protect him.

When they warned her what might happen to him, she'd come up with a plan. She'd brought a specialist along because it was what Fury expected from her. Fury would have expected an exit strategy.

But that wasn't hers. She'd hinted at it to Phil when they'd been in Mexico. Newark to Singapore. She'd get him out. Get him to Australia and do whatever she had to make sure he stayed alive.

She had to make him understand.

It was never about S.H.I.E.L.D. It was about him.

She fixed the bus and packed her things. He was going to save Audrey and she was going to do everything that she could to save him.

* * *

><p>The first time they had sex was in a cheap motel outside Los Angeles. He'd been lost after seeing the video. Surprised and shocked to learn the truth, learn that he was responsible. Then he'd been angry again, at himself this time, and at Fury. When he'd calmed, sitting on the bed staring at his hands he'd apologized to her.<p>

She'd stared at him dumbfounded. She was the one who lied. She'd reported back to Fury on the team.

"I said horrible things to you," he said, eyes locked on the floor.

"I lied to you," she whispered. "I thought I was protecting you, but you were right, you…"

"You are always protecting me," he said. "Always have my back."

"Always," she said, needing him to understand, know that everything she'd done, she'd done to protect him.

They were quiet, staring at each other. She could feel him analyzing.

"I mean a lot to you," he said, his quiet tone echoing through her body. She nodded.

"You mean a lot to me," he said. She nodded again, her heart slamming against her ribs.

He stood moving into her personal space, bringing a hand up to cup her face.

"I'm sorry," he said again.

"Shut up," she replied and stood on her tiptoes, slamming her mouth into his.

* * *

><p>The first time she understood what they'd become, she was angry at him. She'd promised to do what was necessary, promised to kill him if it came to that.<p>

Fury's plan all along. She'd avoided Phil the rest of the day. She'd claimed a problem with the plane when he'd called a staff meeting. He asked her to dinner, and she ignored the message and went out on her own, determined to come back as late as possible.

He didn't push it, he knew better, and she was thankful for the space. Two days later she crawled into his bed long after he'd fallen asleep. She'd just settled behind him when his voice penetrated the darkness.

"It has to be you," he said. "I'm sorry about it, but it has to be you."

"I know," she said, sliding a hand down his side and settling it on his hip. And she did know. No matter how much it hurt, it made sense. Why would he want to live like that? But it had to be her. She was the only one who loved him more than the cause. She'd do it, but not until there was no other option. Not until he couldn't be saved.

And she'd take over. Lead the cause. Take down Hydra.

For him.

He grabbed her hand and pulled it across his body, putting her palm flat over his heart.

She took a shaking breath and pressed her fingers into the soft cotton of his shirt.

She'd protect it, as long as she could because it was hers.


End file.
